


Out of the Loop

by wicked3659



Category: The Transformers (IDW Generation One), Transformers - All Media Types
Genre: Angst, Emotional Baggage, Hurt/Comfort, M/M, Prowl is not a prick, Size Difference, Slow Burn, Some Plot, Suicidal Thoughts
Language: English
Status: Completed
Published: 2017-03-02
Updated: 2017-03-24
Packaged: 2018-09-27 20:36:46
Rating: Mature
Warnings: No Archive Warnings Apply
Chapters: 5
Words: 12,397
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/10048007
Author URL: https://archiveofourown.org/users/wicked3659/pseuds/wicked3659
Summary: Being out of the loop was what Prowl thought he needed but since he's finally stood still, his past has caught up to him and boy is there a lot of baggage in his wake. Luckily there is a mech around who would rather help than punch him in the face (though he would probably get great satisfaction from it).





	1. Memories

**Author's Note:**

> Based shortly after MTMTE #57 Titans Return: The Last Light. 
> 
> A fill for a request on tfanonkinkmeme on LiveJournal.  
> Prompt:  
> I need somebody to give Prowler some love! I mean it, I am miserable for all the shit that happened to him in the comics :(
> 
>  
> 
> Would love to see any Mech (or Femme for that matter) realize that Prowl is in no way all right and try to make it better.  
> Cue Prowl having a breakdown because nobody has truly cared about him (not his abilities) for so long he does not know how to handle kindness anymore.
> 
>  
> 
> Of course if this leads to some sticky times it would be greatly appreciated!
> 
>  
> 
> The bigger the comfort the bigger my love for you.  
> Some ideas: Bathing, Praise, wing massage
> 
>  
> 
> http://tfanonkink.livejournal.com/13205.html?thread=15924373#t15924373

The dreams were always the same. A voice in his head, whispering, making him do things, awful things to those he called… he had once called friend. Five voices bombarding him with their wants, desires, all at once, kill, destroy, devastate. Never alone and yet completely isolated, screaming for help into the void. Nobody could hear him. Nobody had heard him, not even when he'd stood by Megatron's side, placed the muzzle of his gun against Wheeljack’s helm and squeezed that trigger. 

 

Waking up with a strangled cry, Prowl took a few kliks to orientate himself. His room was dark. He hated the dark. That was when the voices were the loudest. Rubbing his faceplates, he tried to get his hitched intakes under control. His frame was hot and condensation beaded on its surface. Cybertronians don't dream, Ratchet had insisted once. Prowl wondered if the medic would still say the same. Perhaps he could submit himself to the science bots, have them study him. Maybe then something useful would come from his nightmares. What good was he like this anyway? A fugitive, wanted by the very mechs he'd tried to save, save from themselves and their own ego. Tarantulas had been right about a few things, his conscience always caught up with him. He had made the hard choices that no other bot had the struts to make, now he would pay the price. 

 

Everything else, the things he hadn't been in control of; Bombshell inside his mind, insidious, invisible and dominant, the subsequent reformatting, the constructicons, Devastator, it filled him with shame, revulsion and despair. Nobody had noticed. Would they have even cared, if they had? Prowl didn't dare answer that question. Had he truly meant so little, done so much damage that not one bot…? 

 

“Snap out of it!” Prowl slammed a tight fist onto his berth with a dull thud. There was nothing he could do to change what had happened. There was no point in dwelling. Yet, his spark had different ideas, scorned his logic. Primus apparently wanted him to suffer. Swinging his legs over the side of his berth, Prowl gripped the edge, his helm bowed, optics dim. It was, after all - if he bothered to ask anyone who might’ve listened - no less than he deserved. Glancing at his blaster resting on his berth side table, Prowl paused. It would only take a klik. He likely wouldn't feel any pain. The nightmares would end. He would finally be at peace and yet something, inexplicable and infuriating, stayed his hand. 

 

With a snarl of frustration, Prowl tore himself from his berth and marched out of his room. It was late and he had nowhere to go but he needed to do something, be somewhere else. It didn't matter, it never mattered now. Wherever he went, no matter who was there, he was always alone.

 

Unfocused and distracted, Prowl walked until there was no more path. The base was behind him and before him lay the tombs of the Titans. Former tombs, he reminded himself absently. Those Titans were now enroute to Cybertron. They'd done what they could to warn them but Prowl still felt unsettled. He wanted to do more, with his skills he could help them. Shaking his helm, he clasped his hands behind his back, he couldn't go back. They wouldn't listen, they'd only react and arrest him for doing what he'd been made to do. Betrayed by his function, if there was ever humour to be found in irony, that was it. He snorted a soft, resentful laugh, his thoughts once again drawn back to that blaster, waiting silently, cold and non-judgemental. A solution to seemingly so many bots’ problems. 

 

“I didn't expect anyone to be up so late.”

 

Prowl spun around and glared at the larger mech. “Do you make a habit of sneaking up on mechs?” he snapped, his fatigue and frustration getting the better of his temper. 

 

Fort Max regarded him coolly. “I apologise if I startled you, as I said, I didn't expect anyone to be up so late.”

 

Prowl turned away guiltily. “I couldn't recharge,” he muttered tersely. 

 

“Is it the base generators? I know they have kept Red Alert up on occasion,” the larger mech continued on with moving some spare parts to a storage container. “If you need to change rooms, we have plenty spare. Just let me know, it's no trouble.”

 

“Generators?” Prowl was momentarily thrown by the question. “I ah… no. No, no thank you, there's nothing wrong with my room,” he added quietly, uncertain how to respond to the consideration. 

 

Fort Max, straightened and met Prowl's gaze. “Is it the headaches? I know you probably don't trust him but Cerebros can probably help if--”

 

“--it's nothing…” came the quick reply. “Nothing to be concerned about,” Prowl frowned slightly, unable to remember a time anybody had shown him any genuine concern. He even remembered his suffering from processor aches. This being Fort Max however, he realised the mech was probably just being polite, making conversation with a mech he didn't really like, a mech who had invited himself onto his base and invaded his peace and quiet. Still it was more than most made the effort to do and he of all mechs was undeserving of Fort Max’s courtesy. A psychology evaluation from the Lost Light and images of Fort Max’s injuries from when the crew had found him on Garrus 9, flashed through his processor and Prowl shook his helm as Max’s voice pulled him back to reality. 

 

“Prowl?”

 

“Hm?” Prowl looked up distractedly and noticed a strange look on the larger mech's face. “What?”

 

Fort Max took a step forward and canted his helm at Prowl. “Are you okay?”

 

“Yes, I already told you I--”

 

“--Prowl I had to say your name three times before you acknowledged me. Did you even hear me?” 

 

No. He hadn't heard, too caught up in his own processor. The sudden concern suddenly made Prowl feel uncomfortable. “I'm just tired. I should go, sorry…” he stepped back and started heading back inside. “Sorry I disturbed you…” 

 

Dismayed and confused by the skittish and obviously distracted reaction, Fort Max watched him leave. “You weren't disturbing me,” he murmured thoughtfully. He liked company, surprisingly even Prowl’s who, in spite of having only been on Luna 1 for a few cycles, had made himself a part of their mundane routines without attempting to control or manipulate any of it. Despite himself, Fort Max had gotten accustomed to his presence even enjoying it at times, so he couldn't help but feel concern. Perhaps he'd have Cerebros check all the recharge berths in the morning, a routine maintenance check, he decided silently, just to make sure. 

 

****

 

“So, am I to assume you were checking up on me?” 

 

Fort Max looked up from his datapad. “Checking up on you?”

 

“The whole berth maintenance scrap,” Prowl continued, folding his arms somewhat defensively. “Did you think I wouldn't know?”

 

His mouth twitching into a subtle smile, Fort Max shrugged. “Maintenance was required,” he replied. He might've known Prowl wouldn't be so easy to fool. He still had an enforcer’s mindset after all these vorns it seemed. “Not everything is a plot against you, you realise, Prowl?” he added softly, realising the proud mech was probably just embarrassed by the gesture, if he even saw it as such.

 

“It is in my experience, so you'll forgive me for being suspicious.”

 

Fort Max frowned at those words. “You're starting to sound a little paranoid like Red,” he chided lightly. 

 

Prowl stiffened and and scowled at nothing. “Yes, well, like Red, I have good reason to be,” he muttered and marched away before Fort Max could say anything more. 

 

Clearly he'd touched on a sensitive topic, Max thought to himself. He was beginning to realise that the infamous Prowl wasn't as put together and in control as he appeared. Something was definitely on his processor. 

 

Curious, Fort Max put his datapad on the Decepticon smuggler aside and tapped into Cybertron’s main archive. As enforcer of the Tyrest accord, his classification went high enough that if Prowl was or had been involved in something he would find it. What he did not expect to find, almost immediately, was a warning not to approach and call for information on the whereabouts of the dangerous fugitive, known as Prowl, who had been declared an enemy of the state. “So that's why you chose to stay, hm?” Fort Max frowned deeply, he did not like being deceived, even by omittance. Now that he knew though, he wasn't sure what he was going to do about it. An enemy of the state could mean anything, especially with Starscream in charge. He would give Prowl the benefit of the doubt, let him talk first. If he didn't like what he had to say then he would arrest him as his duty required.

 

**** 

 

He found Prowl at the space bridge just staring at it blankly. He waited to see if the black and white mech noticed him but, despite the slight twitch in those doorwings on his back, Prowl was lost in his own thoughts. Venting a soft sigh, Fort Max moved to stand beside him and glanced at the mech with growing concern as Prowl still didn't acknowledge him. From what he knew of the mech, that wasn't normal. “Planning a trip, Prowl?” 

 

“Mm?” Prowl hummed not really responding, his optics still glassy as he stared into nothing.

 

“Prowl?” Fort Max, placed a hand on the smaller mech’s shoulder, only for Prowl to flinch and jerk free almost violently.

 

“Don't touch me!” 

 

Taken aback by the snarl and the fury he could see simmering beneath Prowl's normally calm exterior, Fort Max held up his hands to placate him. “Are you sick? Cerebros can--”

 

“--No! I don't want him in my head.”

 

Optics brightened at the very real fear in that voice and those overly bright optics. “Nobody is going into your head, Prowl,” he responded calmly. “Just if you're sick, he can help or we can find some bot on Cybertron who can.”

 

“I'm fine, don't patronise me,” Prowl shot back, his fists clenched, the fear once again hidden, this time behind anger rather than stoicism. 

 

“You are evidently not fine,” Fort Max pointed out matter of factly. Prowl's over reaction reminded him of his own on the Lost Light, where he'd hurt his friends. He would bet real credits that Prowl didn't consider any of them friends and that worried him. If Prowl snapped as he had done, mechs could die.

 

“Nobody will help, nor can they,” Prowl countered bitterly, his optics flickered at the revelation and he immediately turned on his heel and practically fled the room. 

 

Fort Max’s spark clenched at the words. Nobody will help. Something was obviously wrong and Prowl for whatever reason, did not believe anyone would help him. He empathised too much with those feelings of isolation and despair. For all that he'd done, Prowl was still a mech, an Autobot at spark and he resolved at that moment he would do what he could, as Rung had done for him. The charges against the mech could wait for now. Fort Max had a feeling that Prowl wouldn't be going anywhere anytime soon. 

 

****

 

He gave him half a cycle to calm down. He didn't want to compound any issues by making him feel smothered. “Red, have you seen Prowl?” Fort Max asked as he stepped into the security director's bolt hole. No matter how far removed from their old positions they got, the security office monitoring Luna 1 was where Red Alert felt at home. 

 

“Prowl? Why would I have seen Prowl?” he asked bluntly. 

 

“Didn't you two used to be comrades, friends?” 

 

“Used to be being the crucial part of that statement,” Red commented. “We served together and I respect why he does what he feels he needs to do and I doubt there's any bot more loyal to what the Autobots stood for than him but…”

 

“But?” Fort Max prodded when Red Alert paused. 

 

“But, I trust him about as far as I can throw him, which I've heard, isn't far given his frame modifications.” 

 

Canting his helm in confusion Fort Max frowned. “What modifications?” 

 

Red Alert huffed a chuckle. “You really should keep up with the goings on on Cybertron. He was reformatted to be the helm of Devastator, I have the report Ironhide sent me somewhere,” Red Alert rifled through scattered piles of datapads and let out a pleased sound as he found what he was looking for and handed it to Fort Max. “It makes for an interesting if surreal read.” 

 

“I didn't know that was possible,” Fort Max mused with mild disbelief. 

 

“The Constructicons found a way,” Red Alert shrugged. “Though I do sympathise, as Ironhide tells it, Prowl wasn't exactly himself.”

 

“How so?” 

 

“Primus, you really do like staying out of the loop don't you?” he teased the larger mech. “Apparently Prowl was under Decepticon control and sided with Megatron. It's all in that report,” he gestured to the datapad. “It's a bit scant on the details of how but other bots inside your processor. Yeah, that's slag.” 

 

Fort Max was now deeply concerned. “You think he could be another sleeper agent?” 

 

“Possibly, but I doubt it, they killed who was apparently responsible,” Red Alert replied nonchalantly. “And they had a medic look at him, I think.”

 

“You think? This is serious, he could be--”

 

“--a threat?” Red Alert finished pointedly. “No more than me and no more than he usually is. He didn't have to come here to warn us about Sentinel so I figure he's at the very least still fighting for our side.”

 

“The war is over, Red,” Fort Max reminded. “There aren't sides anymore,” he murmured, knowing he didn't fully believe that.

 

“Not for me and certainly not for bots like, Prowl,” Red Alert’s optics dimmed with a sadness he still carried. He would never truly trust again and would always question his reality, he imagined it was the same for Prowl. “Probably would have been kinder for the ‘cons to put him out of his misery,” he added casually.

 

Fort Max recoiled at the suggestion. “No, we wouldn’t do that to you and Prowl is a stubborn mech, he will come back from that. No bot deserves to be abandoned.”

 

Red Alert gave him a sidelong look. “Since when did you care? I thought you hated Prowl…” 

 

“Hate is too strong a word. Angry, frustrated by, yes but nothing that warrants me turning my back on a mech that clearly needs help.”

 

“If you don't mind me saying, he probably deserves it for all the using and abusing of bots he's done along the way in the name of the Autobot cause.”

 

“And that's where you're wrong,” Fort Max argued. “If he has committed a crime then yes justice should and will be carried out but not having anyone to turn to, dealing with all of this,” he shook the datapad, “Even we had help with our demons, Red. Without Rung… I don't know what I would have done and who knows if you'd have been able to resist Sentinel’s control as you did.” 

 

“Alright, you made your point,” Red Alert placated graciously. “Just don't expect Prowl to accept help willingly. If I know him, and I do, believe me, he will resist you every step of the way even at the expense of his own sanity.” 

 

“At this point I don't know what to expect.”

 

“Best way,” Red Alert smiled. “He hasn't left his room in half a cycle I'm pretty sure you'll find him in there. He even missed his turn doing inventory and he hasn't missed anything we've asked him to do since he got here.”

 

“And that didn't concern you?” 

 

Red Alert pursed his lip components looking a little sheepish. “It's Prowl, he does what he wants.” 

 

Letting out an exasperated noise, Fort Max shook his helm and left for Prowl's room. Clearly the mech had not done much to endear himself to others. Even Red Alert who he would have expected to understand Prowl, simply pitied him. Pity didn't help a mech, it certainly didn't stop him from doing something stupid, something he'd regret.

 

Unconsciously, Fort Max picked up his pace.


	2. Realisation

**Summary for the Chapter:**

> Very slow burn between these two.

He pinged the door and waited a few kliks before trying a less subtle tactic. “Prowl, I know you're in there, could you let me in? We need to talk,” Fort Max waited and his frown deepened at the lack of response. “Prowl?”

Sighing he commed Red Alert. //Is his recharge berth activated?//

//How do you expect me to--//

//Red...//

//Fine. But you didn't hear it from me. No, it's deactivated, why?//

//He's not answering.//

//Maybe he just wants to be left alone?//

Fort Max had considered that but then he figured Prowl being who he was would just tell him that. “Prowl, can you answer me?” he waited again. “If you can't I'll give you thirty kliks and then I'm coming in…”

There was still no reply. //Red, the door.//

//I don't know seems a little excessive, I'm sure he's fine...//

//Red...//

//Alright, but he's not going to like it. Good luck remember to duck.//

//Duck?//

//You know in case he throws his desk at your face.//

Fort Max rolled his optics at Red Alert’s subsequent snicker before the comm went dead and the door lock flashed green. “Okay, I'm coming in, Prowl.”

The door opened and Fort Max peered inside the dark room. “Prowl?” he stepped inside. The living area seemed neat, undisturbed as though nobody lived there. Hesitantly Fort Max made his way to the berth room. He paused at the seemingly empty room. His optics brightened suddenly and a gasp escaped his vocaliser when he caught sight of a hand on the ground, a blaster lying near his outstretched fingers. “Oh frag,” fearing the worst, Fort Max rounded the berth in two steps and crouched down beside Prowl's prone form. He was lying on his front. Spark pulsing hard, he gently turned the mech over and heaved a sigh of relief to find no blaster wounds on his body. His face however was covered in energon, some from Prowl’s nose and some from the cracked faceplates where he'd hit his helm on the corner of the berth. Patting his faceplates, Fort Max comm’d Cerebros to come over and peered at Prowl when the mech let out a low groan.

“Urghh…”

“Welcome back, gave me a scare for a klik there, thought you’d…” he held up the blaster awkwardly before placing it on the berth. “Want to tell me what happened?”

“Help me up…” Prowl croaked groggily.

Fort Max took hold of his hand, and gently tugged him into sitting and frowned when Prowl winced.

“Primus, that's worse, help me down…” Prowl grimaced, holding his helm with one hand.

Frowning, Fort Max had a better idea, without warning Prowl, he scooped the mech up, ignoring the indignant squeak of protest, and gently laid him on the berth, placing pillows behind his doorwings so he could half sit up. “Better?”

Prowl seemed somewhat dazed. “Much…” he answered with a small voice. “Thank you.”

“Cerebros will be here soon, but do you want to tell me what happened?” Fort Max perched on the edge of Prowl's berth.

Prowl looked away, dabbing a cleaning rag that Max had handed to him, to his nose. He hated feeling like an invalid, “It's nothing, really. There's no need for Cerebros... there's nothing he can do.”

“Do about what?” Fort Max prodded. “Is this to do with what the Constructicons did to you?”

Prowl's optics brightened. “How did you…” he wilted against the cushions. “Well I suppose news travels fast.”

“Something that big, excuse the pun,” Max smirked faintly. “Not exactly something you can keep to yourself, Prowl.”

To his credit, the corner of Prowl's mouth twitched at the unintended humour. “I suppose not. As I said, there's nothing that can be done.”

“Is there no way to reverse engineer--”

“--I still would basically require an entire reformat of my protoform and potentially a spark transplant into a new frame. Given the strain of turning me into a gestalt in the first place, my spark would likely not survive,” Prowl explained calmly like it was the most natural thing in the universe.

Appalled Fort Max opened his mouth to protest when Cerebros walked in.

“Well what have we here?” Cerebros was cheerful and plopped himself down beside Prowl. “Had a tumble have we?” he waved his scanner. “Need to do a scan, make sure there’s no permanent damage, hold still.”

“He passed out, which was what caused the head injury,” Fort Max interjected before Prowl could protest.

Cerebros gave Max a sidelong glance. “Alright, let me do a deeper scan here. This might tingle.”

“There's really no need…”

“Hm, do you get the nose bleeds often?” Cerebros continued absently.

“Infrequent. I can manage them.”

“Do you get processor aches?”

Prowl looked at the smaller mech dubiously. “Sometimes…”

“Hm…”

“What is it?” Fort Max prompted when Cerebros didn't elaborate further.

Cerebros put down his scanner. “Prowl, have you ever had mnemosurgery?”

Gripping the rag more tightly, Prowl stared at his hands. “Chromedome, thought it best to erase part of my memory to protect himself from his own past.”

Cerebros had the decency to look shocked by that and shared a glance with Fort Max who he knew had known Chromedome. The larger mech simply gave him a subtle shrug.

“I don't need your pity,” Prowl snapped defensively. “I know what it did to me, I know how Bombshell used the damage to control me, compounding it. I know it can't be fixed beyond what it is, especially now that my processor and frame were reformatted to be a gestalt. I manage. I am not an invalid, don't give me your pity.”

“Prowl, forcibly erasing and altering some bot’s memories is a violation, a crime--”

“--And?” Prowl interrupted Cerebros curtly. “Could you find a mech who would willingly fight for me in that regard, point them out to me?” he huffed indignantly. “Even Optimus turned his back on me, would rather forgive a tyrant than...well… what's done is done. I manage,” he didn't add that it was likely deserved. He knew they were probably both thinking it.

Fort Max gave Cerebros a discreet nod.

“Alright, I can give you something for the processor aches and if you like I can probably repair some of the memory file corruption?”

“No. Nobody is going in my head again.”

Cerebros pulled a face and shrugged. “Let me know if you change your mind,” he injected the medicine directly into Prowl's main energon line. “It will wear off every fifteen cycles. If the nose bleeds and processor aches come back, tell me and I'll give you another dose.”

Prowl simply nodded tersely, mouth pressed into a thin line as Cerebros left the room. “I'm not going to snap and kill everyone if that's what you're hovering around for,” he gave Fort Max a sidelong glance.

“I wasn't worried about that,” the larger mech responded evenly. “I was worried about you.”

Prowl paused at that and stared at Fort Max like he'd grown two heads. “Well…” he continued quietly. “Don't. I'll be fine. I'm always fine.”

“Somehow I find that hard to believe.”

“I wasn't asking you to believe me,” Prowl muttered sullenly.

“Prowl, nobody can go through what you went through and still be fine. Yes, I'm sure there are a great many regrettable things you have done during the course of this war. Many of us have long lists, you don't get to be special because of it. This, what they did, the gestalt modification, Chromedome, Bombshell and even Optimus, you don't deserve it. Primus, if Megatron can be permitted to go find his redemption and join the Autobots and he's responsible for far more evil than you, I can assure you, then you too are entitled to it.”

Prowl could not meet Fort Max’s gaze as the mech lectured him. Optimus’ words rang in his audio about how mechs could change when he'd referred to Megatron and that morality was and should be a part of military strategy. “Not for me,” he whispered. He was as good as a Decepticon. He didn't know where he ended and they began thanks to the constructicons and when none of his former friends had realised he had been under mind control, it drove home the realisation there would be no redemption for mechs like him. No forgiveness.

“Yes, for you, not a one of us is untarnished, unstained from this war, we all have energon on our hands,” Fort Max insisted emphatically, placing a hand on Prowl's shoulder and squeezing it firmly, dragging the mech out of his own thoughts. “You wanted to be out of the loop remember? Perhaps this is why. You have been trying to steer and manipulate the course of this war for so long you've lost sight of what you started fighting for. Maybe now you can remember who you are, Prowl.”

Prowl was at a loss for words. His usual comeback would be something cynical or sarcastic but seeing the sincerity in Fort Max’s optics and the hard truths in his words, he opted to say nothing. After all he had been through, this was the last mech he had ever expected to lecture him on the merits of accepting what had been, what they’d done and coming to terms with it. Nobody had ever bothered to try and reach him before. Sure Optimus and the others had tried to convince him of what they believed, but nobody had stopped to listen to him, stopped to ask why he believed what he did and carried out what he deemed justifiable actions in the name of the Autobots, in the name of Prime. They had just disagreed with him and although he had finally understood them and mechs like them, he had felt more isolated and misunderstood than ever before. Until now.

“I’m sure you weren’t always a soldier,” Fort Max gave him a smile. “Try to remember that mech while you’re here. You never know, you might learn something about yourself,” he stood. “I’ll go get you some energon, you’ve been through an ordeal this cycle, rest and I’ll be back soon,” the larger mech then lifted one of the standard issue blankets from the storage closet and placed it on the berth beside Prowl. When Prowl stared at incredulously, he gave him a mildly embarrassed shrug. “I find it comforting sometimes, the warmth, you know…” he rubbed the back of his neck awkwardly at Prowl’s ensuing silence. Not knowing what more to say, he simply patted Prowl’s shoulder and left the black and white alone, staring after him with a look of discombobulation.


	3. Connections

**Summary for the Chapter:**

> If two celestial bodies orbit each other for long enough gravity eventually does the rest and draws them closer together.

At the start of the dark cycle, Fort Max returned to Prowl's quarters. He'd questioned himself many times throughout the course of the cycle as to why he was bothering to care for a mech like Prowl. He hadn't as of yet come up with an answer. A part of him still and would always want answers he suspected, but right now Prowl clearly wasn't able to cope with the stress, even if the mech thought he was indestructible.

Pinging the door he waited for a few kliks before letting himself in. He wasn't surprised to find Prowl hadn't left his berth room. He was surprised to find the mech, curled up on his berth with the blanket he'd left him wrapped around him like a cocoon. Canting his helm he regarded Prowl for a moment. The mech seemed so much younger like this, his face slack in recharge, free from the toils of war. Fort Max inadvertently found himself wondering what Prowl had been like as a younger mech. He'd heard Chromedome’s stories about their time as enforcers but beyond that, he realised, he didn't really know Prowl at all nor what motivated him to do some of the more questionable things Fort Max knew he'd done.

Placing the energon on the berth side table, Fort Max quietly headed back to the door only to stop when Prowl let out a low whine. Glancing over his shoulder, he frowned at Prowl's now creased faceplates and watched all the relaxation he'd witnessed be replaced by distress. He knew that he should probably leave and yet he didn't move. This was not restful. Fort Max warred with himself internally, he owed Prowl nothing, the mech would likely not even appreciate it, but still he remained rooted to the spot. Recharge was supposed to be an escape, not a prison. He knew all too well what hell being trapped inside your own processor was. Mind made up, he closed the distance between him and the berth and perched on the edge. Placing a hand on Prowl’s shoulder he gently tried to rouse the mech from his recharge. He felt a rise of panic when Prowl started to struggle.

Prowl had ended up tangled up in the blanket and as he flailed against Fort Max’s hesitant grip, he let out a soft desperate plea, “No...please.”

Frown deepening, Fort Max caught hold of one of Prowl’s arms as it escaped from the blanket. “Prowl! Wake up, it’s just a memory purge,” he shook the mech a little more firmly, inadvertently catching him in a loose embrace when Prowl suddenly shot upright with a sharp cry. “It’s alright…” he murmured somewhat uncertain as he felt Prowl’s heated frame, tremble against his.

Prowl pulled back quickly, bright optics staring at Fort Max with a mixture of shock and suspicion.

Holding his hands up in a gesture of surrender, Fort Max spoke first. “I brought you energon,” he glanced at the untouched cube beside the berth. “You were having a memory purge,” he continued in an attempt to explain. “I did not mean to intrude… do you… do you want to talk about it?”

“No,” Prowl answered tersely, absently clutching the blanket to him like a safety net as he tried to suppress the shudders of his frame.

Nodding Fort Max got to his feet. “You should maybe talk to Cerebros about an inhibitor to be used while you recharge so you can get a full recharge cycle in,” he suggested. “I’ll leave you in peace.”

“No…” Prowl caught himself as Fort Max met his gaze with surprise. “I mean… don’t leave…” he averted his optics as he spoke, hating that he felt so weak and vulnerable and so desperate for the company of another who wasn’t immediately judging nor accusing him.

Fort Max sat back down slowly and reached for the cube. Offering it to Prowl, he gave him a wan smile. “It’ll help calm your systems,” he advised, “trust me, I speak from experience,” he added, sensing the erratic fluctuations of emotions rippling through the other mech’s field as it occasionally brushed against his own. The fact that he felt Prowl’s field at all was testament to how little control Prowl had over this situation.

Prowl accepted the cube with both hands silently and sipped it. “I heard…” he started, clearing his intake to steady his voice. “I heard that inhibitors could cause feedback when you switch them off…”

“Yeah there is that,” Fort Max nodded, happy to help distract Prowl if that’s all the mech needed. “Some believe the benefits outway the cost, though, I am not a fan of them personally. If your processor decides you’re going to relive something, you’re going to relive it unless you have the memory removed.”

Prowl huffed in indignation. “Yes, well we know how well that turns out most of the time.”

“Indeed,” Fort Max agreed. “I tend to let it happen and then do something relaxing or distracting, mostly the latter however,” he gave Prowl an absent shrug, wondering just how much Prowl knew of his treatment at the hands of Overlord while trapped on Garrus-9.

Prowl regarded Fort Max curiously. “Washing titan parts is relaxing?”

Fort Max couldn't help a laugh at the dryness of Prowl's statement. “It certainly can be distracting at the very least,” he offered a smile at the other mech’s barely visible smirk. “I was referring to an oil bath.”

Prowl looked up sharply at that. “An oil bath? Here? I haven't even seen an oil bath in vorns. They've been considered too wasteful since the war started.”

Humming in agreement, Fort Max’s smile widened. “Well here we take care of titans, they have some pretty big parts and they don't get that dirty.”

“I see,” Prowl replied dubiously. He felt an unexpected pang of nostalgia at the mention of oil baths. They had been part and partial of Praxian daily life given their doorwings. He hadn't realised just how much he had missed them until now.

“Would you like to?” Fort Max offered.

“It's late though won't the others be--?”

“Red hates oil baths he thinks they lull him into a false sense of security and Cerebros will be in recharge. We won't be disturbing anyone.”

Prowl watched as Fort Max stood and he offered his hand. Finishing his fuel he shifted and pushed himself up, pointedly ignoring the outstretched arm.

Withdrawing his arm, Fort Max led the way. He didn't say anything about the snub, he suspected Prowl hadn't been offered genuine help or support in some time. It angered him. For all their posturing, Autobots were quick to judge and held grudges as much as the Decepticons did. Prowl's state of mind had been so obvious after only a cycle in his presence and yet nobody had tried to reach out. He did surmise that that reluctance was probably in a large part due to Prowl's own surly and stubborn personality. It didn't excuse the neglect of one of their own though. “Here we are,” he declared, pushing open a door to a wash area. He activated the large tub that was used for washing cogs and internal machinery bigger than standard parts.

Hot golden oil filled the tub, steam rising and condensing on the chrome walls. It was large enough to fit three mechs of Fort Max’s size in with room to spare, Prowl mused.

Flicking a switch Fort Max smiled at Prowl and gestured to the tub. “It's the perfect way to relax.”

“I know,” Prowl replied softly. “It was a favourite activity of mine back when I was an enforcer in Praxus. I used to enjoy an oil bath after my shift every cycle. It was perfect for doorwings,” he added with a faraway smile as he recalled his favourite baths.

Listening to Prowl reminisce, Fort Max ducked his helm politely. It was the first time Prowl had revealed anything personal about himself and he almost felt like he was intruding on a private moment.

Prowl stepped closer and trailed his fingers in the hot liquid. Carefully climbing over the edge, he stepped inside and slowly lowered himself into the bath, letting out a sighed moan filled with a long missed feeling of contentment. It was fairly deep and the liquid came up to his chest. Closing his vents he flared the outer layers of his plating and sank fully into the heat.

Fort Max felt a distinctive rise in his body temperature as he watched Prowl gradually lower himself into the oil. The low moan he'd emitted was nothing short of primal. He felt a shiver chase down his spinal struts and deliberately held himself still.

Peering over into the bath when Prowl disappeared he marvelled at how open Prowl's plating had become. The heat of the oil would damage most mechs internals but Praxians, he was realising, were built slightly differently. He canted his helm with a bemused smirk when he noticed Prowl's sensor panels moving back and forth, creating small whirlpools on the surface of the oil. When Prowl turned he couldn’t help gazing at the look of serenity on the other mech’s face. The lack of severity made Prowl look like a mech of noble standing and a much younger one at that. Fort Max even found himself admiring the way a soft handsome smile played across Prowl's slightly parted lip components. He froze when Prowl's optics suddenly onlined and caught him staring. Well this was awkward.

After the longest few kliks, Fort Max took a few quick steps back as Prowl resurfaced. Their optics were still locked and for what felt like the longest time neither one spoke. Fort Max was just about to excuse himself when he heard it. It was so soft he wasn't actually sure he'd heard correctly. “I--I'm sorry?”

“I said,” Prowl spoke up a little louder. “Would you like to join me?”

“That's what I thought you'd said but I ah...um, isn't this more of a private… um thing?”

A coy smirk played across Prowl's mouth. “Not for Praxians. It was more often than not a social affair, public baths were common. I simply thought as you had mentioned enjoying them and there being more than enough room, it would be a shame for you to not take advantage…” he paused at Fort Max’s surprised burst of static. “Of this opportunity,” he continued evenly. “I understand if you'd rather not, I can't imagine I'd be your first choice of social companion,” he added quickly, resting as casually as he could against the side of the bath.

Off-lining his optics, Prowl focused on the comforting heat enveloping his plating rather than the unexpected ache in his spark at what he expected to be an inevitable, if polite, rejection of his suggestion. Was he really that needy for the company of another?

His musings were replaced with disorientating surprise when the oil shifted. Lifting his helm he stared in disbelief as Fort Max lowered himself into the oil bath. The larger mech threw him a shy smile.

“Never could turn down a good oil bath.”

Prowl found himself relaxing a fraction and hummed his agreement. “It is the simple things in life that come with the most reward,” he stated simply.

Fort Max rumbled his agreement contentedly as he submerged himself up to his neck. “It is indeed.”

Casual, light conversation filled the gaps between the comfortable silence and Prowl couldn't remember when he'd slipped into recharge. The heat and the buoyancy of the oil helped him relax more than he had in vorns. After a while he'd almost forgotten he had company. Fort Max to his credit seemed to be enjoying the bath just as much as he was, the last time he'd glanced up. The recharge only felt like a few kliks but when he felt a light touch to his doorwing, he jolted awake. His processor felt sluggish from lack of proper rest but for a klik Prowl thought the worst was happening again and panicked.

“It's alright,” Fort Max ducked his helm away from Prowl's arm as he lashed out. “It's just me, you're safe.”

Safe. Prowl didn't know if he would ever feel safe again and yet at the sound of Fort Max’s even, calm tone, he found himself relaxing. Still groggy, he rubbed his face. Primus he was exhausted. “M’sorry…” he managed to mumble as he tried to shake off the haze of exhaustion. “Must've drifted off.”

Fort Max chuckled softly. “That is an understatement, you've been in recharge for a couple of groon.”

Prowl frowned and peered up at Fort Max. “Why didn't you wake me?”

“I tried, you were fairly exhausted I didn't have the spark to force a reboot when you so obviously need your rest,” he looked sheepish for a klik. “I did think it prudent that I take you back to your room, however…”

It was only then that Prowl realised he was moving and not under his own volition. Unconsciously he gripped Fort Max’s shoulder as he realised the larger mech was carrying him. How embarrassing! “You ah can put me down now…”

“We're nearly there, it's no trouble,” Fort Max rumbled. He stole a glance at the mech in his arms, noticing the mortification creeping across Prowl's faceplates. “If it puts your processor at ease, this is a service corridor so there are no security cameras here. Nobody knows.”

Prowl simply nodded and ducked his helm. He didn't need taking care of, he was fine, he'd been taking care of himself for vorns. He refused to admit, even to himself, that it did feel nice.

“You're heavier than I expected,” Fort Max commented lightly, in an attempt to break the awkward tension that had formed between them.

Prowl almost laughed at that, it wasn't the first time he'd heard it. “Yes, Jazz has also pointed this out to me.”

“Why was Jazz--nevermind,” Fort Max stopped himself from asking why Jazz had been carrying Prowl, there were some things he didn't need to know, even if there was a sliver of protectiveness there.

“He was rescuing me as I was rescuing him. I had hacked into a computer on Earth and I lost consciousness,” Prowl explained matter of factly. He was glad when Fort Max didn't ask anymore questions, he could feel a processor ache at the edge of his awareness and a second wave of fatigue rolled through him. Despite himself, Prowl couldn't help sinking into Fort Max’s arms, his helm resting on the mech's chest plates.

Fort Max input the code to Prowl's room and entered quickly. He carefully deposited Prowl on his berth and stepped back to a respectable distance. “I hope you can get some rest now,” he murmured, noticing how lethargic Prowl had become. He offered a smile when dim optics peered up at him with a mixture of confusion and curiosity, as though they were deciding something. “Comm. me if you need anything…” he added, turning on his heel.

“...stay?”

Fort Max stared back at Prowl who was almost in recharge. “Are you certain? I wouldn't want to intrude…”

“Mmh… you're tired too…” Prowl murmured sleepily. “It's in your field…” the Praxian felt his systems shutting down but fought to stay conscious for a bit longer. Apprehension rushing through him at the thought of another nightmare, forced him to be honest for once. “Recharge better with…mmh company…” he vented a soft sigh, giving up his resistance to recharge.

Fort Max’s gaze softened and he approached the berth. Sitting beside the curled up form of the black and white mech, he gently laid the blanket over the top of him and lay on his back beside him. The situation was strange enough that he couldn't power down straight away. He kept glancing over at Prowl every time he stirred, worrying if he was having another memory purge. Apart from a brief few kliks where Prowl seemed to online, only to turn on the berth and curl up into Fort Max’s side, a hand resting over his midriff, Prowl didn't wake up. Fort Max wasn't sure what to do with himself as he watched Prowl's sensor panels flutter lazily in his recharge. It wasn't long before the peaceful, sleepy undulations of Prowl's field brushing unrestrained against his own, finally lulled him into recharge, a blue hand resting lightly over a white one.

****

It had been a couple of cycles since he'd woken up beside Fort Max and if the other mech had felt awkward or uncomfortable around him he didn't show it, for which, Prowl was grateful. They'd continued as though nothing had happened, which of course it hadn't but Prowl couldn't deny it had been the best recharge cycle he'd had in longer than he could remember. Idly fiddling with a cog, Prowl realised he was dwelling too much on the non-thing that happened. That only meant one thing, he was bored. He was so used to his skills being needed, he'd almost forgotten how to exist without needing to plan or strategise. He hated being out of the loop.

“Prowl, I was wondering--” Fort Max stopped when he caught Prowl staring at him like a petrol rabbit caught in headlights. “--I'm sorry was I disturbing you?”

“No, just wasn't expecting any visitors.”

Fort Max smirked at that. “Yes, I heard you had made yourself quite the nuisance.”

Prowl huffed in annoyance. “I was simply trying to help them be more efficient, it isn't my fault that they're such sensitive sparks they can't handle a little constructive criticism.”

“A little?” Fort Max quirked an optic ridge at the black and white mech.

“Alright, I may have been a tad overzealous with one or two things,” Prowl pulled a face that made him look almost petulant.

Fort Max laughed and sat beside the smaller mech. “As Red’ tells it, it'll take him vorns to put all his files back in order and he was this close,” Fort Max made a tiny motion with his fingers. “To throwing you through the space bridge into deep space.”

“He's being melodramatic,” Prowl waved a hand dismissively. “Which is standard for Red Alert.”

“Cerebros was fully prepared to reformat you and I know he has the skills to do it,” Fort Max wiggled his fingers in a knowing gesture. Prowl wouldn't need the needles of a former mnemosurgeon spelled out for him.

The gesture alone made Prowl feel uncomfortable and he had the decency to look briefly apologetic.

Fort Max continued unabashed. “So I realised you probably would like something to occupy that tactically driven processor of yours.”

Prowl was immediately suspicious. The reason he had put himself out of the loop was because he'd only ever been appreciated for his skills. Mechs wanted a job done and then balked at how it needed to be done pointing the fingers of blame at him.

Fort Max picked up on his reluctance immediately. “I promise this is something you will probably enjoy doing, I think.”

Pursing his lip components, Prowl regarded the larger mech with scrutiny. “What is it?”

“Well you know how I was appointed Enforcer of the Tyrest accord?”

“No,” Prowl was genuinely surprised by that revelation. “I thought Ultra Magnus?”

“It fell to me, as I needed a focus that helped me not think about Garrus 9,” Fort Max explained, he watched Prowl's reactions closely at the mention of the prison and detected a minute defensive shift in Prowl's field and a faint flicker in the mech's optics. That was something they were definitely going to talk about, another cycle. “Anyway, my methods are a little more… pre-emptive than Magnus’ and I need some help tracking down or at least predicting the movements of a couple of known Decepticon smugglers.”

“And you want my help?” Prowl asked incredulously.

“You have the appropriate skills and in my processor a bored Prowl is a dangerous Prowl,” Fort Max pointed out with a half smirk.

“I'm flattered,” Prowl responded dryly.   
“I also thought you might like the distraction.”

Honestly floored by the consideration, Prowl thought for a few kliks. “You already seem to know me well,” he surmised evenly. “I will help you, what do you need me to do?”

****


	4. Honesty

**Summary for the Chapter:**

> Both mechs learn a little more.

Fort Max found working with Prowl incredibly enlightening. He hadn't actually been an enforcer before as he had only existed while there had been war. Watching Prowl mull over his datafiles, make multiple predictions based on previous actions and then logically narrow down the options for him was a fascinating process. This wasn't the Prowl he knew from fighting a war, this was the Prowl Chromedome had known and Fort Max felt as though he were being allowed a glimpse into the past. They’d long since moved to his room where he kept all his files on the criminals he was intending to apprehend and Fort Max placed a cube of energon on the table in front of Prowl in a silent reminder and encouragement to refuel.

“In conclusion, your smuggler will no longer be on Immatura but will likely still have parts of his operation there, so it would be the first place I would start to look for him,” Prowl looked up from the datapad and met Fort Max's awed gaze. “What? Did I say something wrong?” 

“No, not in the least, I simply find it fascinating the way you work, watching your processor in action makes me wonder if you actually miss it,” the larger mech sat down beside Prowl, on the luxurious plush sofa he had inherited from whomever had occupied this room before.

“Miss, being an enforcer?” Prowl's optics flickered slightly. “Cybertron is a very different place than it was. Justice was clearer, more well defined, crime was obvious and there were less dealings with corrupt or gullible members of government…but yes… I miss it.”

Fort Max's smile faded at Prowl's hesitation. “Prowl, I've been meaning to ask, what happened on Cybertron?”

“You mean when I was reformatted against my will into a gestalt to destroy those I considered friends despite the fact none of them realised I was being mind controlled?” Prowl clarified with undisguised bitterness in his tone. 

Pressing his lip components into a thin line, Fort Max looked down at the datapad. “I actually meant after that... with Prime and why you are now a fugitive of the state…” 

“...oh…” 

Fort Max frowned slightly at Prowl's ensuing silence. “Prowl the accusations they're making they're serious…” 

Prowl stood abruptly, sending the datapads he'd been reading clattering to the floor. “Well, you have the report I am sure you are well aware of the details,” he snapped back defensively. 

“A report only contains one side as you well know,” Fort Max countered, having fully expected Prowl's reaction. “I want to hear from you what happened.” 

“So you can arrest me and use it as proof of my dissidence? Do not think of me as a fool Fort Max,” Prowl retorted, marching to the door.

“Primus, no,” Fort Max insisted, catching the black and white before he could leave and gripped both his arms firmly. “If you believe nothing else, it's that I truly want to know how a mech who started out as a respected if passive enforcer, went from one of our most valued strategists to a planet wide fugitive in the span of a vorn. Optimus Prime must have--”

“--What? His reasons?” Prowl interrupted. “The Prime is a fool, blinded by his own conscience and belief that all mechs are innately good and just doesn't see the deceit that's right in front of him,” Prowl didn't struggle to escape from Fort Max’s grasp and instead deflated. “If you're going to arrest me, get it over with, just know that Starscream wants me dead because he's afraid I'll uncover his lies.” 

“Prowl,” Fort Max continued patiently. “If I was going to arrest you I would have done it the moment I read the report, especially given how angry I was at you for being abandoned at Garrus-9.” 

Prowl held his gaze for a long tense moment before his guilt and regret forced him to look away with defeat. “There isn't much more I can tell you beyond the report,” he murmured. 

“Your point of view is not insignificant, Prowl,” Fort Max subtly squeezed Prowl's arms. “If Starscream is governing through deceit then citizens deserve to know. Talk to me, tell me the truth as you see it.” 

Turning away, Prowl returned to the sofa and slowly sat down. Tension was evident in his frame, especially his doorwings which twitched occasionally. 

Fort Max regarded him with concern and cautiously sat beside him. The stiffness of his doorwings and the rigidity of his frame could not be comfortable, but then living life as a fugitive was not supposed to be one of ease and luxury. “Nothing you tell me will be recorded and used against your will. All of this is completely off the record,” he reassured. 

Prowl shot him an almost amused glance, an optic ridge arched. “I am an enforcer by spark, Max, I know the rhetoric, you do not have to pander to my perceived insecurities,” he sighed and looked down at the discarded datapads. “Sooner or later I and the likes of Prime will have to answer to the citizens of Cybertron for our actions in this war, that is if the Titans don't destroy everything.” 

Fort Max nodded with understanding and tentatively placed a hand on Prowl's arm. “Tell me what happened.”

Fort Max listened as Prowl went into detail about everything that had happened on Cybertron from Bumblebee’s death, and his suspicions of Starscream from the beginning, to his actions following on from Devastator and Bombshell being uncovered and his obtaining the enigma of combination. He explained how as Devastator he had tried to destroy the space bridge in order to stop Starscream from building his empire, only to be stopped by the two other gestalt. He described trying to warn Optimus of Starscream’s ultimate ambition when he was arrested and how, using the enigma of combination they'd joined with Sunstreaker, Mirage and Ironhide to form Optimus Maximus to stop Menasor and Devastator. “Starscream would have me executed to silence me, because he knows I speak the truth. Mechs like him don't change. In having him controlling the colonies he will obtain ultimate power, we would have another tyrant on our hands. I was willing to sacrifice Cybertron to save the universe from his scheming ambition. Optimus disagreed with my motives, my methods and ultimately my principles,” Prowl paused his optics dim with a quiet unresolved anger. “Even after I understood their point of view and their principles, Prime took it upon himself to beat me until I changed mine. If I hadn't escaped I am not certain he wouldn't have killed me. That is the moment I became a fugitive.” 

Patting Prowl's arm, Fort Max vented a sigh. “Well you can be sure of one thing, I won't be arresting you this cycle.” 

Prowl cast a sidelong glance at the other mech. “Is it not your duty?” 

Fort Max smiled. “It is my duty to ensure justice is done. I don't think you would receive justice for trying to do what you thought was right. Prowl for as much as others and probably yourself would disagree, what you did wasn't a criminal act. The way you did it however, leaves much to be desired, I mean did you even try diplomacy and reason first?” he asked lightly, already knowing the answer. 

“I'll admit I was likely somewhat impatient and frustrated by Optimus’ lack of trust.” 

Sitting back Fort Max regarded Prowl in a new light. “And I'll admit you are not as self serving as I once thought. Given that Starscream is likely to order your execution, I feel like the best place for you is here,” he added dryly. “As long as you don't try to destroy our space bridge.” 

Prowl did smirk at that but it soon faded, replaced with a frown. “Starscream is reflecting what others feel. Things I have done--”

“--Are still not the worst things a mech has done in the course of this war,” Fort Max pointed out softly. “You need to stop punishing yourself, Prowl, I for one do not think you are the villain you and some others have portrayed you as.” 

Prowl didn't know how to respond to that and fell silent. His spark stirred with emotion. Nobody had ever really advocated for him before, or listened to him without angry judgement. He was genuinely touched and though he knew it would take more than words for forgiveness, even internal, to happen, he wanted, needed to give something back. “I want you to know, I had no intention of abandoning you on Garrus-9…” he murmured softly. 

Fort Max stilled and stared at him. “What?” he could feel his spark pulsing harder in his chest. “We're not talking about that…”

“I am aware,” Prowl continued quickly. “But given how… considerate you are being of my well-being, not something I anticipated or expected, you should know that the intelligence I received told me you had fallen, you and the mechs with you had been deactivated. It would have been a waste of resources to send reinforcements to try to keep hold of something that to my knowledge, we had already lost... I regret not following it up but there was so much happening I--”

“--How long?” Fort Max interrupted quietly.

“How long?”

“Before you knew the intel was wrong?” 

Prowl's optics dimmed. “Springer uncovered it three Earth years later, I only found out afterward, shortly before I arrived here. I am sorry, if I had known I--”

Fort Max shook his helm and frowned, the anger he held for Prowl deflating as the mech spoke with sincere regret. “What's done is done,” he answered softly. “I can no more undo what was done to me than you can undo what has happened to you. It's…not your fault...” he vented a soft sigh, as a weight he hadn't realised had been bearing down on him since Prowl arrived, lifted and he gave Prowl a rueful smile.

Prowl had betrayed so much of what he had once stood for, the mech he used to be, he couldn't quite believe forgiveness was that easy. “You are entitled to your anger, I would not even blame you if you hated me,” he insisted.

“It's not your fault, Prowl.” Fort Max repeated with a clarity of thought he had resigned himself to never regaining. “If I blamed you for that after telling you to stop punishing yourself it would make me somewhat hypocritical now, wouldn't it?”

Prowl nodded with a confused, uncertain frown on his faceplates. Everything that had happened leading to this point, it was dizzying and made his processor ache.

Fort Max frowned with concern and placed a hand on Prowl's shoulder when Prowl brought a hand up to his helm. “Are you alright?” 

“Processor ache,” Prowl grimaced. “They happen.” 

“Here let me help,” Fort Max shifted and reached out with both hands, only for Prowl to flinch away from him with suspicion in his optics. 

“What are you doing?” 

“I know something that might help,” Fort Max was saddened if unsurprised by Prowl's paranoid reaction. “I won't hurt you.”

“I know…” Prowl murmured uncertainly. He desperately wanted the contact and yet his stubborn pride was resisting the need he would never admit aloud. 

“So you'll let me?” Fort Max clarified, remembering how skittish he'd been in response to touch after Garrus-9. At Prowl's curt, still not quite sure nod, Fort Max shifted to reach behind Prowl and placed his large hands on Prowl's shoulders. “Tell me if it hurts.”

“Will I know?” Prowl asked, almost too softly to hear. 

Fort Max scowled at that. If he saw Chromedome again they would be having words about the dangers and ethics of using mnemosurgery indiscriminately. Gently he began to move his hands over the cabling of Prowl's neck to his shoulders. There was very little give in what should have been supple, almost malleable metal. “You are very stiff,” he commented.

Prowl let out a soft snicker. “I've been called that and worse.” 

Smirking at the truth of that, Fort Max applied a bit more pressure as he began massaging the stiffness out of the cabling. 

Prowl tensed as a shiver ran through his struts at the contact. Nobody had touched him in such a way for a long time. It felt strange and made his spark pulse faster but when Fort Max squeezed the cabling just so, he positively melted in his hands. 

Optics brightening when Prowl leaned into his touches with a low sighed moan, Fort Max almost stopped. Clearly Prowl had not relaxed in some time. Pleased that his method was working encouraged Fort Max to continue and he firmly yet gently worked out the tensions in Prowl's shoulders. His thumbs swept down to Prowl's upper back, lightly massaging the joints where his doorwings met his back. At even that faint touch, Prowl's doorwings flared out and fluttered and his helm rolled back, optics offline as a soft, satisfied, “Ohh,” escaped his slightly parted mouth.

The almost unintentionally sensual sound made Fort Max's plating heat but he forced himself to ignore it. “Is that alright, did I hurt you?” 

Prowl shook his helm seemingly composing himself. “It feels good… I am apparently sensitive.” 

Fort Max nodded. “That happens when you're tense for so long,” he smiled and began to massage small circles in the hinges of Prowl's doorwings while massaging the central strut of his back up to his neck. He watched with growing fascination as those doorwings fluttered and Prowl hummed with enjoyment. It quite obviously more than just felt good, Fort Max thought to himself as heat crept over his plating in response to the soft mewls escaping Prowl. Primus had he neglected his own needs for so long? 

“Mmh, you are good at this…” Prowl murmured distractedly. 

Fort Max felt a swell of pride and smiled. “I'm glad I can help, how's the processor ache?” 

“It's feeling much better,” Prowl mumbled, bowing his helm forward as Fort Max, massaged the central strut of his spinal column. It felt wonderful to be touched in such a way, relaxing and somewhat arousing, though he tried to suppress the faint pleasurable shudders that chased each other up and down his spine. 

Fort Max regarded the constantly moving doorwings again and silently decided to try something. Massaging up the hinges slowly he swept his palms over the back of the doorwings to the top edge, gently pulling on the corners of both to stretch the joints in Prowl's back. 

Prowl gasped and let out another moan, unconsciously pressing back into those clever hands. “Primus,” he bit his lower lip and clenched his fists as Fort Max continued unabated, clearly oblivious to the effect he was having on him. “...ah..mmh...Max...I… my doors...they're…” Prowl didn't get a chance to finish before his cooling fans did it for him. 

The hum of Prowl's cooling fans kicking on was inordinately loud when Fort Max stilled his ministrations. He had felt the heat rolling off Prowl's frame, detected the subtle trembles of pleasure in his plating and heard the soft pant of his intakes. He should have stopped but had been enjoying making Prowl feel. “Do you want me to continue?” he rumbled softly. 

“It is… inappropriate…” Prowl tried to point out the obvious with a steady voice, only for it to fail him and catch in his throat, the words tumbling out of his mouth in a reluctant whisper. 

“Do you want me to continue?” Fort Max reiterated succinctly, leaning closer to Prowl to murmur the words directly into his audio. 

Off-lining his optics and gripping the sofa beneath him, Prowl let out a barely audible whine. He shouldn't let whatever this was turning into carry on and yet he craved more. More of Fort Max's touch, more of his consideration, his caring, more of him. “Please,” he whispered hesitantly, giving into the first carnal desire he'd felt in far too long.


	5. Plans

**Summary for the Chapter:**

> Short and sweet?

Fort Max smiled softly and started moving his hands again. His massaging touches morphed into gentle, exploratory caresses, leaving Prowl's doorwings - which he would definitely return to later - to slowly map Prowl's smaller curvier frame. He was being bold and he knew it but the way Prowl melted against him, offering him that silent trust as he allowed himself to be vulnerable, it sent Fort Max's desire soaring. He wanted to help but at the same time he wanted to help Prowl feel good. Sitting back against the sofa, he lightly tugged Prowl into lying against him, his back to his chest as Fort Max slid his hands around to Prowl's front, caressing his chest and trailing over his bumper before slipping lower to just lightly trace the edges of Prowl's interface cover.

Prowl mewled and whimpered in Fort Max's arms. Every time he tried to return the touches, the larger mech stopped him and lowly murmured for him to not think about it just enjoy it. Prowl could do nothing but enjoy it, his entire frame tingled with slowly building pleasure as Fort Max played him like a musical instrument. Prowl lost track of time and then his faculties when one of Fort Max's hands returned to a doorwing and fondled the sensitive appendage expertly. He unraveled embarrassingly fast, arching up with a sharp cry of release as the slow build up of pleasure burst through his sensor net, in slow rolling waves.

Fort Max held on to Prowl as he overloaded in his arms. He shuddered due to his own neglected charge while the black and white keened and trembled against him, intakes panting, his hot plating pinging as it cooled, as the distinct scent of ozone teased at his olfactory sensors. It felt supremely satisfying and Fort Max was more than happy to indulge in the long lovely moments of Prowl's release as the mech slowly came down from his blissful high.

****

As the silence lingered on, it grew heavier until Fort Max was the one to break the tension that had formed between them. “I have a wash rack which you're welcome to use, if you like…” he hesitated as he spoke. Prowl had long since gone still in his arms and Fort Max got the distinct impression that the other mech was uncomfortable. At the lack of response, he frowned. There was no need for things to become awkward. If anything he was the one who felt uncomfortable due to his unreleased charge. Waiting a few more moments, he gently shifted and peered at Prowl, whom he suspected was trying to think of reasons to escape and never speak of this tryst again. To his surprise, Prowl's faceplates were slack in recharge. Fort Max couldn't help a nervous chuckle. Clearly Prowl had been in need of a good overload and having some of the guilt and emotional burdens he'd been carrying, taken away. Lifting the smaller yet surprisingly heavy mech gently, he slid from beneath him and laid him on the sofa, being mindful of those doorwings. He gazed at him a short while longer, amazed at how relaxed he was in the situation given just how surreal it felt. His neglected charge nagged at him and he decided to relieve himself in the wash rack.

Venturing to his berth room, he stepped inside the large wash rack and vented a sigh as the solvent mix hit his plating. The heat and sensation felt wonderful against his now sensitive plating and he immediately opened his modesty panel to slowly caress his already semi-hard spike.

Prowl onlined slowly, he felt completely relaxed and yet distinctly aware that he was alone. Picking up the sound of the wash rack switching on, he pushed himself up. There were many things about the whole situation that were inappropriate but at that moment he could not name any of them. Fort Max had made him feel safe, had asked for his trust before touching him and Primus, had he known how to touch him. Standing, Prowl paused and glanced at the door. Despite his reservations and the implications, Prowl followed the yearnings of his spark rather than his processor and walked towards the wash rack.

Fort Max was bracing himself against the wall with one hand while the other stroked his spike in earnest. Soft huffs of air escaped his vents as he chased his own release, finding it frustratingly elusive.

“I can help with that,” Prowl declared matter of factly.

Fort Max whirled around, optics bright as he stared at Prowl, momentarily forgetting he was completely exposed. He watched as Prowl's optics ran down his frame, lingering on his spike before meeting his startled gaze.

“A selfish berth partner I am not,” he added, taking a step into the steaming solvent shower.

“I didn't… I wasn't expecting… you don't have to…” Fort Max stumbled awkwardly over his words, a hand trying to discreetly tuck his too hard spike back behind his panel now that he was very aware of his state. He froze when Prowl closed the distance between them and the backs of his knuckles brushed over his spike, pulling a needy whine from the larger mech.

“That's why I want to,” Prowl replied softly. He searched Fort Max’s optics for a few kliks before tugging him down by the collar fairing and kissing him firmly on the mouth.

It took Fort Max a few kliks to process what was happening but once it had sunk in, he wrapped his arms around Prowl and returned the kiss eagerly.

It was intense and wanton and quickly became needy and frantic. Fort Max could only moan into the kiss as Prowl fondled his spike, teasing with his fingertips, squeezing his length every now and then until his spike throbbed and tingled. Caught up in the moment, he lifted the smaller mech and pushed him against the wall, pressing his larger bulk against him as he ground against him in silent demand for more.

Prowl groaned at the sudden change but soon embraced it, his legs wrapping around Fort Max's waist as his panel opened once more. Despite his earlier overload, his valve was already slick with anticipation. He wanted this, wanted to be wanted, claimed by someone who wasn't trying to hurt him, manipulate, blame or use him. His hands gripped Fort Max's shoulders as their optics locked. He nodded his helm quickly at the silent request and tugged the larger mech into a fierce passionate kiss.

Fort Max, gripped his rock hard spike and guided it to Prowl's waiting valve. He gripped the mech's hips as he began to push inside, taking the initial entry slow so his ample spike would not hurt Prowl. His optics flickered as he sank into the slick heat. It was tight but not too tight, Prowl was evidently no stranger to interfacing - a fleeting thought that surprised him though he wasn't sure what he had expected - and the way he was responding, Prowl clearly wanted and needed this as much as he did.

Prowl gripped the shoulders tightly, his mouth falling open with a breathy moan. His valve felt so good stretched around Fort Max's spike. It filled him completely and the mech was not shy about using his entire length, filling him with a wonderful hot ache that bloomed out from his array. Although he was completely at Fort Max's mercy, he felt entirely safe and wanted. When Fort Max pulled his hips back only to snap them forward, Prowl could only cry out as pleasure burst through him. The other mech's size meant his spike was pushing the top most limits of his valve, slamming against the sensitive ceiling node with ease, pulling a sharp cry every time it was stimulated, from his parted mouth.

Fort Max could not contain his desire. He was too far gone in the moment to want to stop and savour it and began to rock fervently against Prowl, thrusting hard and fast into him, grunting with the effort and the subsequent pleasure as he pinned him to the wash rack wall. The moaned whimpers and mewled pleas for more did nothing to help him slow down and he fully intended on fragging Prowl strutless. If they were only to do this once it would be an interface to remember for the both of them. It had been too long since he'd sworn off interfacing after Garrus-9 and since he had been with such a responsive, passionate partner, Fort Max had almost forgotten what it had felt like to be so aroused and lost in the pleasure. He thrust hard into Prowl, their frames scraping against one another as sparks of electricity arced between them. He was close and it only spurred him on until he was rocking into Prowl with abandon. His overload slammed into him tearing a gasped roar of release from his vocaliser as his spike pumped it's contents into the tight valve. Despite the pleasure coursing through him and his trembling frame, Fort Max managed to keep up his bruising pace, now chasing down Prowl's climax.

“Ah, ah, yes! Frag! Mmh Maax!” Prowl came undone suddenly and intensely. His frame arched from the wall, fingers clamping down on Fort Max's strong frame, his helm thrown back as he keened with ecstatic release.

Curling against Fort Max, Prowl held on tightly, not yet trusting his legs to hold his weight if he tried to stand. He could feel Fort Max's transfluid and his own lubricants leaking down his thighs, the solvent shower slowly washing away all the evidence of their interfacing and he felt a stirring of satisfaction and a flicker of contentment in his spark.

Slowly Prowl let Fort Max lower him to his feet and he stood there watching the larger mech with bright, curious optics as he was cleaned tenderly. Their interface components were still on display and yet Prowl couldn't bring himself to care. This was… nice… comforting. And as Fort Max finished up and Prowl took the cleaning sponge from him to return the kindness, their optics met. Prowl couldn't deny that he was pleased he'd helped to put that soft smile on the larger mech's face. Even more pleased to have it directed at him. Nobody had smiled at him like that in more vorns than he cared to count.

While he cleaned Fort Max down, his doorwings twitching from idle caresses from said mech. Once they'd finished, Prowl allowed Fort Max to lead him to his berth room, and all but melted into an unexpected, tender kiss. His spark fluttered at the attention and affection being bestowed on him. They lay down on the ample berth, with Fort Max spooning against Prowl's back, nestled between doorwings carefully. His large arms held Prowl against his warm chest tightly, and Prowl decided that there was something to be said for being out of the loop after all. Something he intended to explore thoroughly.

****


End file.
